BioSig Technologies Files Proxy Statement

TL;DR

BioSig filed its proxy statement, no fee needed. Standard stuff.

AI Summary

BioSig Technologies, Inc. filed a DEFA14A on September 11, 2025, related to its proxy statement. The filing indicates no fee was required for this submission, and it is classified as Definitive Additional Materials. The company, headquartered in Westport, CT, operates in the electromedical and electrotherapeutic apparatus sector.

Why It Matters

This filing is a routine proxy statement update, providing shareholders with information relevant to upcoming corporate decisions or meetings. It ensures transparency and compliance with SEC regulations.

Risk Assessment

Risk Level: low — This filing is a standard proxy statement, which typically contains routine corporate information and does not inherently present new financial risks.

Key Players & Entities

• BioSig Technologies, Inc. (company) — Registrant
• 20250911 (date) — Filing Date
• Westport, CT (location) — Company Headquarters
• 3845 (industry_code) — Standard Industrial Classification

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share BSGM The Nasdaq Stock Mar

Filing Documents

• formdefa14a.htm (DEFA14A) — 273KB
• 0001641172-25-027129.txt ( ) — 274KB

03

Item 5.03 Amendment to Articles of Incorporation or Bylaws As described in Item 5.07 below, the stockholders of the Company voted to, among other things, approve the Company's Ninth Amendment to the Amended and Restated Certificate of Incorporation to increase the number of authorized shares of the Company's common stock from 200,000,000 to 500,000,000 (the "Ninth Certificate of Amendment"). The additional common stock authorized by the Ninth Certificate of Amendment has rights identical to the Company's currently outstanding common stock. The Company filed the Ninth Certificate of Amendment, which was effective upon filing, with the Secretary of State of the State of Delaware on September 5, 2025. The foregoing description of the Ninth Certificate of Amendment does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the Ninth Certificate of Amendment, which is attached as Exhibit 3.1 to this Current Report on Form 8-K. Item 5.07 Submission of Matters to a Vote of Security Holders. As of the record date of July 30, 2025, holders of record of the Company's common stock were entitled to one vote per share, totaling 31,326,659 votes, and certain holders of record of the Company's Series C Convertible Preferred Stock, subject to the beneficial stock, were entitled to an aggregate of 354,818 votes. At the Company's Special Meeting, the Company's stockholders voted on Proposal 2, Proposal 3, Proposal 4, Proposal 5 and Proposal 6, each as set forth below. For more information about the foregoing proposals, see the Proxy Statement. The Special Meeting was then adjourned, pending Nasdaq approval, on Proposal 1, the proposal to approve the issuance of approximately 109,070,079 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), subject to

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BIOSIG TECHNOLOGIES, INC. Date: September 5, 2025 By: /s/ Karl Henry McPhie Name: Karl Henry McPhie Title: Chief Executive Officer Exhibit 3.1 NINTH CERTIFICATE OF AMENDMENT NINTH CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BIOSIG TECHNOLOGIES, INC. BioSig Technologies, Inc. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware hereby certifies as follows: 1. The name of the Corporation is BioSig Technologies, Inc. The Corporation’s original Certificate of Incorporation was filed with the Secretary of State of the State of Delaware on April 21, 2011. The original Certificate of Incorporation was amended and restated and filed with the Secretary of State of the State of Delaware effective February 6, 2013 (the “Amended and Restated Certificate of Incorporation”). The Amended and Restated Certificate of Incorporation was further amended by Certificates of Amendment of Restated Certificate of Incorporation of BioSig Technologies, Inc., filed with the Secretary of the State of Delaware on February 6, 2013, March 12, 2013, October 18, 2013, March 27, 2014, August 14, 2014, November 18, 2016, September 10, 2018 and January 31, 2024. 2. The Amended and Restated Certificate of Incorporation, as amended, is hereby further amended by deleting in its entirety the first sentence of Section A of Article IV thereof and replacing therewith with the following sentence: “The aggregate number of shares of capital stock that the Corporation will have authority to issue is five hundred and one million (501,000,000), of which five hundred million (500,000,000) will be shares of common stock, $0.001 par value per share (the “ Co

View Full Filing

View this DEFA14A filing on SEC EDGAR